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UAS3E17 Night of the Living Nightmare
Plot Ben is asleep. He is thrashing around and knocks a smoothie over next to his bed. Suddenly, a creature hovering over him grabs onto his face and won't be removed. Ben collapses and the creature forms a skull on his face. The creature keeps Ben from transforming. He is able to get past and turns into NRG. NRG blasts it off of his face, destroying it. NRG turns into Ben. Ben notices that it is gone and says that it was a dream. He turns on the TV, but only gets static. It turns off, but suddenly turns itself back on. Ben is unable to turn it off, even by unplugging it. He leaves his room, stepping in smoothie on the way out. He finds that his parents are not there. In the living room, he is attacked by a DNAlien. He turns into Four Arms and throws it outside. Four Arms leaps after it, but it swats him away with a car and covers him in slime. He is able to throw it into his neighbors' house, destroying the house. Digging through the rubble, he doesn't find anyone, including the DNAlien. He is confused that no one is there and turns into Ben. He tries to call Gwen and Kevin with the Ultimatrix, but cannot get through. Ben is about to get into his car, but Vilgax tears it in half. Ben is surprised to see Vilgax and turns into Goop. Vilgax attacks Goop. Goop thinks that Vilgax is responsible for the night's events, but is confused by Vilgax's silence. Vilgax tears Goop apart, so he reforms and turns into Ultimate Spidermonkey. Ultimate Spidermonkey attacks Vilgax, but Vilgax throws him into the desert. He lands hard and turns into Ben. Ben climbs out of the crater he made and finds Vilgax. Vilgax attacks. The Ultimatrix runs out of power. Ben runs from Vilgax. A truck drives towards him and he tries to hitchhike. Vilgax stands in front of the truck. It hits him and flips over, but when Ben looks, Vilgax is gone and there is no driver. Ben walks away. Ben goes to Kevin's garage and finds it deserted. He uncovers Kevin's car and is surprised that it is there, but Kevin is not. He thinks about the situation and decides to go check on Julie. Aggregor appears and Ben turns into Lodestar. Aggregor isn't talking either. Aggregor smacks Lodestar's head into Kevin's car and his body stumbles around, defeating Aggregor but unable to find the head. The body walks out. Lodestar turns into Ben and Ben drives to Julie's house. She is home. He hugs her, but she is silent. Ship comes and merges with her. She attacks Ben. Ben turns into Eatle. Ship fires missiles at Eatle and Julie throws him into the air, firing missiles at him. They hit and explode, and Eatle falls to the ground. He realizes that Julie isn't Julie and charges, throwing her into the air and firing a laser at her. She disappears and Eatle turns into Ben. Ben goes to look for Gwen. He is driving through a forest when he sees a hitchhiker. He leaves him, but the hitchhiker, Hex, appears again, and then in the car. When Ben looks again, he is now in front of the car. Ben drives off the road and stops. Hex, silent, attacks. Ben tackles him and he disappears. Gwen and Kevin arrive and assure Ben that they are themselves. They express displeasure at how Ben always wins without even trying and say that Ben should let someone else have a turn with the Ultimatrix. Ben refuses and Gwen tells Kevin to take it. Kevin approaches threateningly and Ben turns into ChamAlien. ChamAlien disappears and heads into the forest. Gwen tracks him and they follow. ChamAlien, deep in the forest, turns into Ben and keeps running. Kevin is waiting for him. He absorbs the Ultimatrix and turns into Ultimate Kevin. Kevin throws Ben and Anodite Gwen arrives. Gwen and Kevin surround Ben. Gwen tells Ben to give her the Ultimatrix and they'll leave him alone. Ben turns into AmpFibian. AmpFibian shocks Kevin, accidentally killing him. Gwen demands the Ultimatrix and AmpFibian is concerned that she cares more about it than Kevin. He turns into Ben. Gwen says that everything will go back to normal if he gets rid of it. Ben starts to take it off, but realizes that Gwen isn't Gwen. He turns into Swampfire and traps her in vines. Swampfire realizes that everything in what he now realizes is a dream is typical of Albedo and Gwen turns into him. Albedo turns into Fasttrack and runs off. Ben turns into Fasttrack and chases him to Mr. Smoothy. Fasttrack turns into Ben and searches for Albedo. He taunts Albedo about how he always loses. ChamAlien attacks Ben and turns into Big Chill. Big Chill tries and fails to freeze Ben. Big Chill turns into NRG and fires at Ben. It has no effect. Ben pries open his suit and pulls out his true form. He turns into Brainstorm. Ben says that no matter what Albedo turns into, he will always beat him. Brainstorm turns into Albedo and pulls out a dream-eater, the creature from before. Ben backs away. Albedo slips on a smoothie and the dream-eater affixes to his face.In the real world, the team looks at Albedo, who slipped on a smoothie for real and now has a dream-eater attached. The whole thing has been Albedo's dream. Gwen explains that a dream-eater eats the chemicals the brain produces under stress, and that a Plumber transport is on the way to remove it. In the dream, Albedo is attacked by a swarm of Ben's aliens. Impact *NRG, Ultimate Spidermonkey, Lodestar, ChamAlien, AmpFibian, and Swampfire make their final appearances in Ultimate Alien Characters Characters *Ben Tennyson *Kevin Levin *Gwen Tennyson Villains *Cassiopean Dream-Eater *DNAlien *Vilgax *Aggregor *Julie Yamamoto *Ship *Hex *Dream Kevin *Albedo Aliens *NRG *Four Arms *Goop *Ultimate Spidermonkey *Lodestar *Eatle *ChamAlien *AmpFibian *Swampfire *Fasttrack (Albedo) *Fasttrack *ChamAlien (Albedo) *Big Chill (Albedo) *NRG (Albedo) *Brainstorm (Albedo) Category:Episodes Category:Ultimate Alien Episodes